ONFO · Onfolio Holdings, Inc.

At the Special Meeting on April 6, 2026, Onfolio Holdings Inc. stockholders delivered strong support for critical governance proposals aimed at enhancing capital structure flexibility and Nasdaq compliance. The Reverse Stock Split Proposal received near-unanimous approval at 97.21%, empowering the Board to implement a split ratio between 1-for-5 and 1-for-50 within one year, likely to address share price or listing requirements. Similarly, the Notes Proposal passed with 96.44% approval, ratifying the issuance of common stock exceeding 19.99% of outstanding shares upon conversion of Convertible Promissory Notes dated November 17, 2025, including a floor price below Nasdaq's Minimum Price under Rule 5635(d). This approval mitigates potential shareholder vote requirements for future dilutive events tied to these notes. The Authorized Share Increase, boosting authorized common stock from 50 million to 300 million shares, garnered 89.79% support despite higher opposition and broker non-votes, providing ample unissued shares for issuances, acquisitions, or equity incentives. The Adjournment Proposal's 95.17% approval ensured procedural flexibility. These outcomes signal robust shareholder alignment with management's strategy to maintain Nasdaq listing compliance and support financing needs, potentially paving the way for improved liquidity and growth initiatives.